[Preliminary Information](index=1&type=section&id=Preliminary%20Information) This section provides essential filing details, cautions regarding forward-looking statements, and defines key terms used throughout the report [Form 10-Q Filing Details](index=1&type=section&id=1.1%20Form%2010-Q%20Filing%20Details) This section details the filing as a quarterly report for the period ended June 30, 2025, for PLANET GREEN HOLDINGS CORP. (PLAG), a Nevada corporation - Filing is a Quarterly Report on Form 10-Q for the period ended June 30, 2025[2](index=2&type=chunk) Registrant Status | Status | Indication | | :---------------------- | :--------- | | Well-known seasoned issuer | No | | Not required to file reports | No | | Filed all required reports | Yes | | Submitted Interactive Data File | Yes | | Large accelerated filer | No | | Accelerated filer | No | | Non-accelerated filer | Yes | | Smaller reporting company | Yes | | Emerging growth company | No | - Number of outstanding common shares as of August 14, 2025, was **7,282,714**[5](index=5&type=chunk) [Caution Regarding Forward-Looking Statements](index=4&type=section&id=1.2%20Caution%20Regarding%20Forward-Looking%20Statements) This section warns readers that the report contains forward-looking statements subject to known and unknown risks and uncertainties, which could cause actual results to differ materially - Report contains forward-looking statements that involve known and unknown risks and uncertainties[8](index=8&type=chunk) - Actual results may differ materially from expectations, and the company assumes no obligation to update these statements publicly, except as required by law[8](index=8&type=chunk)[9](index=9&type=chunk)[10](index=10&type=chunk) [Use of Certain Defined Terms](index=5&type=section&id=1.3%20Use%20of%20Certain%20Defined%20Terms) This section provides definitions for key entities and terms used throughout the report, including various subsidiaries, geographical references, and currencies - "We," "us," "our," and the "Company" refer to Planet Green Holdings Corp., a Nevada corporation, and its wholly-owned subsidiaries and VIE[14](index=14&type=chunk) - Key subsidiaries and entities defined include Allinyson, Anhui Ansheng, Bless Chemical, Fast Approach, Hubei Bulaisi, Jiayi Technologies, Jilin Chuangyuan, Jingshan Sanhe, Promising Prospect, Promising Prospect BVI, Shanghai Shuning, Shandong Yunchu, Xianning Bozhuang, and Shine Chemical[14](index=14&type=chunk) [PART I - FINANCIAL INFORMATION](index=5&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) Part I presents the company's unaudited condensed consolidated financial statements, management's discussion and analysis, market risk disclosures, and controls and procedures [ITEM 1. FINANCIAL STATEMENTS](index=6&type=section&id=ITEM%201%20FINANCIAL%20STATEMENTS) This section presents the unaudited condensed consolidated financial statements, including balance sheets, statements of operations, changes in stockholders' equity, and cash flows, along with detailed notes [Condensed Consolidated Balance Sheets](index=6&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) The balance sheet shows an increase in total assets and total liabilities from December 31, 2024, to June 30, 2025, with a corresponding decrease in total stockholders' equity Condensed Consolidated Balance Sheets (Selected Data) | Item | June 30, 2025 (Unaudited) | December 31, 2024 | Change ($) | Change (%) | | :-------------------------------- | :------------------------ | :---------------- | :--------- | :--------- | | Total Assets | $28,143,229 | $25,416,978 | $2,726,251 | 10.7% | | Total Current Assets | $10,165,641 | $7,191,366 | $2,974,275 | 41.4% | | Cash | $455,798 | $193,911 | $261,887 | 135.1% | | Advances to suppliers, net | $1,712,827 | $849,535 | $863,292 | 101.6% | | Other receivables-related parties | $3,167,373 | $1,916,298 | $1,251,075 | 65.3% | | Total Liabilities | $18,073,187 | $13,723,116 | $4,350,071 | 31.7% | | Total Current Liabilities | $17,654,403 | $13,312,118 | $4,342,285 | 32.6% | | Loans-current | $4,584,455 | $1,641,503 | $2,942,952 | 179.3% | | Other payables-related parties | $5,231,982 | $4,340,742 | $891,240 | 20.5% | | Total Stockholders' Equity | $10,070,042 | $11,693,862 | $(1,623,820) | (13.9%) | [Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss](index=8&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss) For the three months ended June 30, 2025, net loss significantly improved to $(773,581), and for the six months, it decreased to $(1,570,483) Statements of Operations (Three Months Ended June 30) | Item | 2025 | 2024 | Change ($) | Change (%) | | :------------------------------------ | :--------- | :--------- | :--------- | :--------- | | Net revenues | $906,996 | $904,132 | $2,864 | 0.3% | | Cost of revenues | $898,438 | $938,558 | $(40,120) | (4.3%) | | Gross profit (loss) | $8,558 | $(34,426) | $42,984 | 124.9% | | Total operating expenses | $696,824 | $915,035 | $(218,211) | (23.8%) | | Operating loss | $(688,266) | $(949,461) | $261,195 | (27.5%) | | Net loss | $(773,581) | $(1,720,594) | $947,013 | (55.0%) | | Loss from continuing operations (EPS) | $(0.10) | $(0.13) | $0.03 | (23.1%) | | Loss from discontinuing operations (EPS) | $(0.01) | $(0.11) | $0.10 | (90.9%) | Statements of Operations (Six Months Ended June 30) | Item | 2025 | 2024 | Change ($) | Change (%) | | :------------------------------------ | :--------- | :--------- | :--------- | :--------- | | Net revenues | $1,747,329 | $2,408,259 | $(660,930) | (27.4%) | | Cost of revenues | $1,683,918 | $2,089,772 | $(405,854) | (19.4%) | | Gross profit | $63,411 | $318,487 | $(255,076) | (80.1%) | | Total operating expenses | $1,468,505 | $1,849,603 | $(381,098) | (20.6%) | | Operating loss | $(1,405,094) | $(1,531,116) | $126,022 | (8.2%) | | Net loss | $(1,570,483) | $(2,801,498) | $1,231,015 | (43.9%) | | Loss from continuing operations (EPS) | $(0.20) | $(0.21) | $0.01 | (4.8%) | | Loss from discontinuing operations (EPS) | $(0.01) | $(0.18) | $0.17 | (94.4%) | [Unaudited Condensed Consolidated Statements of Changes in Stockholders' Equity](index=9&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Stockholders%27%20Equity) Total stockholders' equity decreased from $11,693,862 to $10,070,042 due to net loss and negative foreign currency translation adjustments Changes in Stockholders' Equity (Six Months Ended June 30) | Item | January 1, 2025 | June 30, 2025 | Change ($) | | :-------------------------------- | :-------------- | :------------ | :--------- | | Total Stockholders' Equity | $11,693,862 | $10,070,042 | $(1,623,820) | | Net loss | - | $(1,570,483) | $(1,570,483) | | Foreign currency translation adjustment | - | $(53,337) | $(53,337) | [Unaudited Condensed Consolidated Statements of Cash Flows](index=11&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash used in operating activities significantly increased to $(2.03) million, while financing activities provided $2.50 million, leading to an increase in cash and restricted cash Condensed Consolidated Statements of Cash Flows (Six Months Ended June 30) | Cash Flow Activity | 2025 ($) | 2024 ($) | Change ($) | Change (%) | | :------------------------------------------ | :--------- | :--------- | :--------- | :--------- | | Net cash used in operating activities | $(2,026,665) | $(513,195) | $(1,513,470) | 295.0% | | Net cash used in investing activities | $(2,463) | $(6,116) | $3,653 | (59.7%) | | Net cash provided by financing activities | $2,502,213 | $773,258 | $1,728,955 | 223.6% | | Net increase in cash and restricted cash | $473,085 | $253,947 | $219,138 | 86.3% | | Cash and restricted cash at end of year | $456,100 | $540,433 | $(84,333) | (15.6%) | [Notes to Unaudited Condensed Consolidated Financial Statements](index=12&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed disclosures on the company's organizational structure, accounting policies, and specific financial accounts, including going concern status [1. Organization and Principal Activities](index=12&type=section&id=1.%20Organization%20and%20Principal%20Activities) Planet Green Holdings Corp. is a Nevada holding company operating through subsidiaries in China, with recent acquisitions, dispositions, and a terminated VIE agreement, raising going concern doubts - Planet Green Holdings Corp. is a Nevada holding company with subsidiaries in China[22](index=22&type=chunk) - Key organizational changes include the acquisition of Shine Chemical Co., Ltd. and its subsidiaries in August 2021, and the disposal of Anhui Ansheng Petrochemical Equipment Co., Ltd. in December 2022[28](index=28&type=chunk)[29](index=29&type=chunk) - The VIE agreement with Jilin Chuangyuan Chemical Co., Ltd. was terminated on December 11, 2024, resulting in a gain from disposal of **$239,292**[35](index=35&type=chunk) - The Board resolved to discontinue the operation of Shandong Yunchu on April 30, 2025[31](index=31&type=chunk)[162](index=162&type=chunk) - The company considers itself to be operating within one reportable segment[36](index=36&type=chunk) - The company has incurred a net loss from continuing operations of **$1,467,218** for the six months ended June 30, 2025, an accumulated deficit of **$149,624,136**, and a working capital deficit of **$7,488,762**, raising substantial doubt about its ability to continue as a going concern[37](index=37&type=chunk)[38](index=38&type=chunk) [2. Summary of Significant Accounting Policies](index=14&type=section&id=2.%20Summary%20of%20Significant%20Accounting%20Policies) This section outlines the accounting principles used, including GAAP basis, consolidation, foreign currency translation, revenue recognition, and recent accounting pronouncements - Financial statements are prepared in accordance with U.S. GAAP, using the accrual method[39](index=39&type=chunk) - The company consolidates its wholly-owned subsidiaries and VIEs, eliminating significant inter-company balances and transactions[40](index=40&type=chunk) - The functional currency of the Company is the Renminbi (RMB), with assets and liabilities translated at year-end rates and revenues/expenses at average rates[55](index=55&type=chunk) - Revenue is recognized when control of promised goods or services is transferred to customers, applying a five-step model[57](index=57&type=chunk)[58](index=58&type=chunk)[65](index=65&type=chunk) - Recent FASB ASUs (2024-04, 2025-01, 2025-03, 2025-04) are being evaluated for their impact on consolidated financial statements, with effective dates ranging from December 2025 to December 2026[75](index=75&type=chunk)[76](index=76&type=chunk)[77](index=77&type=chunk)[78](index=78&type=chunk) [3. Trade Accounts Receivable, Net](index=20&type=section&id=3.%20Trade%20Accounts%20Receivable%2C%20Net) Trade accounts receivable, net of allowance for credit losses, increased to $122,136 as of June 30, 2025, from $56,281 as of December 31, 2024 Trade Accounts Receivable, Net | Item | June 30, 2025 (Unaudited) | December 31, 2024 | | :-------------------------- | :------------------------ | :---------------- | | Trade accounts receivable | $1,026,320 | $929,401 | | Less: Allowance for credit losses | $(904,184) | $(873,120) | | **Total** | **$122,136** | **$56,281** | - Additions to allowance for credit losses were **$(31,064)** for the six months ended June 30, 2025[80](index=80&type=chunk) [4. Advances to Suppliers, Net](index=20&type=section&id=4.%20Advances%20to%20Suppliers%2C%20Net) Advances to suppliers, net of allowance for credit losses, significantly increased to $1,712,827 as of June 30, 2025, from $849,535 as of December 31, 2024 Advances to Suppliers, Net | Item | June 30, 2025 (Unaudited) | December 31, 2024 | | :-------------------------- | :------------------------ | :---------------- | | Payment to suppliers and vendors | $1,715,301 | $851,963 | | Allowance for credit losses | $(2,474) | $(2,428) | | **Total** | **$1,712,827** | **$849,535** | [5. Inventories, Net](index=20&type=section&id=5.%20Inventories%2C%20Net) Net inventories increased to $1,153,668 as of June 30, 2025, from $851,739, primarily driven by increases in finished goods and work in progress Inventories, Net | Item | June 30, 2025 (Unaudited) | December 31, 2024 | | :-------------------------- | :------------------------ | :---------------- | | Raw materials | $1,091,152 | $1,067,015 | | Work in progress | $1,316,980 | $1,292,674 | | Finished goods | $715,940 | $425,822 | | Allowance for inventory reserve | $(1,970,404) | $(1,933,772) | | **Total** | **$1,153,668** | **$851,739** | [6. Plant and Equipment, Net](index=21&type=section&id=6.%20Plant%20and%20Equipment%2C%20Net) Net plant and equipment decreased to $10,808,744 as of June 30, 2025, from $11,036,281, mainly due to accumulated depreciation exceeding new additions Plant and Equipment, Net | Item | June 30, 2025 (Unaudited) | December 31, 2024 | | :-------------------------- | :------------------------ | :---------------- | | At Cost | $16,056,752 | $15,755,336 | | Less: Accumulated depreciation | $(5,248,008) | $(4,719,055) | | **Net Plant and Equipment** | **$10,808,744** | **$11,036,281** | | Construction in progress | $23,340 | $22,906 | - Depreciation expense for the six months ended June 30, 2025, was **$433,880**, a decrease from **$454,864** in the prior year[83](index=83&type=chunk) [7. Intangible Assets](index=21&type=section&id=7.%20Intangible%20Assets) Net intangible assets decreased to $767,413 as of June 30, 2025, from $819,072, primarily due to accumulated amortization Intangible Assets, Net | Item | June 30, 2025 (Unaudited) | December 31, 2024 | | :-------------------------- | :------------------------ | :---------------- | | At Cost | $1,667,513 | $1,634,707 | | Less: Accumulated amortization | $(900,100) | $(815,635) | | **Total** | **$767,413** | **$819,072** | - Amortization expense for the six months ended June 30, 2025, was **$66,350**, slightly lower than **$66,875** in the prior year[84](index=84&type=chunk) [8. Long-term Investment](index=21&type=section&id=8.%20Long-term%20Investment) The long-term investment balance increased slightly to $1,653,392 as of June 30, 2025, from $1,622,654, with no impairment loss recognized Long-term Investment Balance | Date | Balance | | :---------------- | :---------- | | June 30, 2025 | $1,653,392 | | December 31, 2024 | $1,622,654 | - No impairment loss was recognized for long-term investments for the six months ended June 30, 2025 and 2024[86](index=86&type=chunk) [9. Other payables and accrued liabilities](index=21&type=section&id=9.%20Other%20payables%20and%20accrued%20liabilities) Other payables and accrued liabilities increased to $2,923,452 as of June 30, 2025, from $2,535,695 as of December 31, 2024 Other Payables and Accrued Liabilities | Date | Balance | | :---------------- | :---------- | | June 30, 2025 | $2,923,452 | | December 31, 2024 | $2,535,695 | [10. Advance From Customer](index=21&type=section&id=10.%20Advance%20From%20Customer) Advance from customers decreased to $271,173 as of June 30, 2025, from $368,232, as performance obligations are typically satisfied in the subsequent period Advance From Customer Balance | Date | Balance | | :---------------- | :---------- | | June 30, 2025 | $271,173 | | December 31, 2024 | $368,232 | [11. Related Parties Transaction](index=22&type=section&id=11.%20Related%20Parties%20Transaction) Amounts due from related parties significantly increased to $3,167,373, and amounts due to related parties also increased to $5,231,982, mainly for working capital Amounts Due From Related Parties | Related Party | June 30, 2025 (Unaudited) | December 31, 2024 | | :-------------------------- | :------------------------ | :---------------- | | Ms. Haiyan Xiong | $3,112,123 | $1,866,790 | | Mr. Jun Lu | $22,667 | $20,875 | | Mr. Bin Zhang | $18,619 | $18,273 | | Mr. Yong Yang | $13,964 | $10,360 | | **Total** | **$3,167,373** | **$1,916,298** | - Receivables from Ms. Haiyan Xiong mainly include advances for procurement of raw material and carriage, which are unsecured, non-interest bearing, and due on demand[89](index=89&type=chunk) Amounts Due To Related Parties | Related Party | June 30, 2025 (Unaudited) | December 31, 2024 | | :-------------------------- | :------------------------ | :---------------- | | Mr. Bin Zhou (CEO) | $1,467,000 | $1,237,800 | | Ms. Luojie Pu (Independent director) | $852,030 | $836,190 | | Hubei Shuang New Energy Technology Co., Ltd. | $937,119 | $438,894 | | Shandong Ningwei New Energy Technology Co., Ltd. | $1,479,144 | $1,451,646 | | Xianning Xiangtian Energy Co., Ltd. | $69,797 | $68,500 | | Ms. Huiying Jin | $297,330 | $291,803 | | Ms. Zhenni Xiong | $113,072 | $0 | | Ms. Ye Zhang | $16,490 | $15,909 | | **Total** | **$5,231,982** | **$4,340,742** | - Balances due to related parties were advanced for working capital, are non-interest bearing, and unsecured[90](index=90&type=chunk)[91](index=91&type=chunk) [12. Goodwill](index=23&type=section&id=12.%20Goodwill) The carrying amount of goodwill remained unchanged at $4,724,699 as of June 30, 2025, with no impairment identified in the annual test Goodwill Carrying Amount | Date | Balance | | :---------------- | :---------- | | June 30, 2025 | $4,724,699 | | December 31, 2024 | $4,724,699 | - No goodwill impairment was identified in the annual test as of June 30, 2025[92](index=92&type=chunk) [13. Bank Loans](index=23&type=section&id=13.%20Bank%20Loans) Total bank loans significantly increased to $5,003,239 as of June 30, 2025, with new loans obtained for working capital, and interest expense more than doubled Outstanding Bank Loans | Lender | Maturities | Interest Rate | June 30, 2025 ($) | December 31, 2024 ($) | | :------------------------------------------ | :---------------- | :------------ | :------------------ | :-------------------- | | Jingshan City branch of Postal Saving Bank of China | Jan 2025 | 3.85% | $0 | $1,367,283 | | Jingshan City branch of Postal Saving Bank of China | Dec 2025 | 4.5% | $501,145 | $0 | | Jingshan City branch of Postal Saving Bank of China | Jan 2026 | 3.63% | $892,987 | $0 | | Jingshan City branch of Agricultural Bank of China | Mar 2026 | 3.3% | $1,109,777 | $0 | | Hubei Jingshan Rural Commercial Bank Co. Ltd. | Mar 2026 | 3.2% | $684,014 | $0 | | Jingmen Branch of Bank of China | Jun 2026 | 1% | $1,116,757 | $0 | | Hubei Jingshan Rural Commercial Bank Co. Ltd. | Jun 2026 | 4.0% | $418,784 | $410,998 | | Hubei Jingshan Rural Commercial Bank Co. Ltd. | Aug 2027 | 4.58% | $279,189 | $273,999 | | Bank overdraft | - | - | $586 | $221 | | **Total** | | | **$5,003,239** | **$2,052,501** | - Interest expense for the six months ended June 30, 2025, was **$59,676**, a **125.8% increase** from **$26,432** in the same period of 2024[98](index=98&type=chunk) [14. Equity](index=24&type=section&id=14.%20Equity) The number of common stock shares remained unchanged at 7,282,714 as of June 30, 2025, following a 1-for-10 reverse stock split on May 31, 2024 - A **1-for-10 reverse stock split** was effective on May 31, 2024[99](index=99&type=chunk) - The number of common stock shares outstanding was **7,282,714** as of June 30, 2025, with no new issuances[100](index=100&type=chunk) [15. Loss Per Share](index=24&type=section&id=15.%20Loss%20Per%20Share) Basic and diluted loss per share from continuing operations for the six months ended June 30, 2025, was $(0.20), an improvement from $(0.21) in the prior year Loss Per Share (Six Months Ended June 30) | Item | 2025 | 2024 | Change | | :------------------------------------------ | :--------- | :--------- | :------- | | Loss from operations attributable to common stockholders | $(1,570,483) | $(2,801,498) | $1,231,015 | | Loss per share from continuing operations - Basic and diluted | $(0.20) | $(0.21) | $0.01 | | Income (loss) per share from discontinuing operations-Basic and diluted | $(0.01) | $(0.18) | $0.17 | | Basic and diluted weighted average shares outstanding | 7,282,714 | 7,282,714 | 0 | [16. Concentrations](index=24&type=section&id=16.%20Concentrations) The company experienced a significant shift in customer and supplier concentration, with new top customers and suppliers emerging in 2025 compared to 2024 Customer Concentrations (Six Months Ended June 30) | Customer | 2025 Amount | 2025 % | 2024 Amount | 2024 % | | :--------- | :---------- | :----- | :---------- | :----- | | A | $0 | 0% | $1,054,847 | 31% | | B | $0 | 0% | $656,699 | 20% | | C | $0 | 0% | $376,997 | 11% | | D | $274,561 | 16% | $0 | 0% | | E | $261,662 | 15% | $0 | 0% | | F | $220,928 | 13% | $0 | 0% | Supplier Concentrations (Six Months Ended June 30) | Supplier | 2025 Amount | 2025 % | 2024 Amount | 2024 % | | :--------- | :---------- | :----- | :---------- | :----- | | A | $0 | 0% | $912,116 | 27% | | B | $0 | 0% | $825,925 | 24% | | C | $0 | 0% | $572,169 | 17% | | D | $0 | 0% | $366,357 | 11% | | E | $590,232 | 30% | $0 | 0% | | F | $351,772 | 18% | $0 | 0% | | G | $341,469 | 17% | $0 | 0% | | H | $231,110 | 12% | $0 | 0% | [17. Risks](index=25&type=section&id=17.%20Risks) The company faces credit risk from bank deposits, interest rate risk from loan refinancing, and economic and political risks associated with operations in the PRC - Credit risk is minimal from customer accounts receivable due to short age of balances[107](index=107&type=chunk) - Interest rate risk exists when short-term and long-term loans require refinancing[107](index=107&type=chunk) - Operations in the PRC expose the company to economic and political risks[107](index=107&type=chunk) [18. Contingencies](index=25&type=section&id=18.%20Contingencies) The company accrues for legal proceedings when a loss is probable and estimable, with management not expecting a material adverse impact from current claims - Accruals for legal proceedings are made when liability is probable and estimable[108](index=108&type=chunk) - Management does not expect current claims and litigation to have a material adverse impact on the company's financial position, results of operations, and cash flows[109](index=109&type=chunk) [19. Subsequent Events](index=25&type=section&id=19.%20Subsequent%20Events) The company has assessed all subsequent events through the financial statement issuance date and identified no material events requiring disclosure - No material subsequent events requiring disclosure were identified through the financial statement issuance date[110](index=110&type=chunk) [ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS](index=27&type=section&id=ITEM%202%20MANAGEMENT%27S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) This section provides management's perspective on the company's financial condition and results of operations, covering revenue, expenses, net loss, liquidity, capital resources, and accounting policies [Business Overview](index=27&type=section&id=Business%20Overview) Planet Green Holdings Corp. operates through subsidiaries in China, engaging in animal protein distribution, synthetic fuel sales, black tea cultivation, and online advertising services - Primary business activities include importing and distributing animal proteins, selling high-grade synthetic fuel products, black tea product cultivation and sales, and online advertising services[111](index=111&type=chunk)[113](index=113&type=chunk) [Results of Operations](index=27&type=section&id=Results%20of%20Operations) The company's results show mixed performance, with improved net loss for both three and six months ended June 30, 2025, despite revenue declines in the six-month period [Three Months Ended June 30, 2025 Compared to Three Months Ended June 30, 2024](index=27&type=section&id=Three%20Months%20Ended%20June%2030%2C%202025%20Compared%20to%20Three%20Months%20Ended%20June%2030%2C%202024) Net revenues slightly increased by **0.3%** to **$0.907 million**, gross profit turned positive, and net loss improved by **55%** to **$(0.77) million** due to reduced expenses Key Financials (Three Months Ended June 30) | Item | 2025 (Thousands USD) | 2024 (Thousands USD) | Change ($) | Change (%) | | :------------------------------------ | :------------------- | :------------------- | :--------- | :--------- | | Net revenues | $907 | $904 | $3 | 0% | | Cost of revenues | $898 | $939 | $(41) | (4%) | | Gross profit | $9 | $(35) | $44 | (126%) | | Selling and marketing expenses | $5 | $3 | $2 | 67% | | General and administrative expenses | $673 | $899 | $(226) | (25%) | | Operating loss | $(689) | $(950) | $261 | (27%) | | Net loss | $(774) | $(1,721) | $947 | (55%) | - Increase in revenue attributed to rebounded sales of high-grade synthetic fuel products (from **$0.76 million** to **$0.90 million**), offset by a decline in advertising service revenue[112](index=112&type=chunk) - Decrease in cost of revenue mainly due to decreased sales of high-grade synthetic fuel products[114](index=114&type=chunk) - Net loss decreased primarily due to the decrease of net loss from discontinuing operations and the decrease in general and administrative expenses[118](index=118&type=chunk) [Six Months Ended June 30, 2025 Compared to Six Months Ended June 30, 2024](index=28&type=section&id=Six%20Months%20Ended%20June%2030%2C%202025%20Compared%20to%20Six%20Months%20Ended%20June%2030%2C%202024) Net revenues decreased by **27%** to **$1.75 million**, and gross profit decreased by **80%**, but net loss improved by **44%** to **$(1.57) million** due to reduced discontinuing operations loss Key Financials (Six Months Ended June 30) | Item | 2025 (Thousands USD) | 2024 (Thousands USD) | Change ($) | Change (%) | | :------------------------------------ | :------------------- | :------------------- | :--------- | :--------- | | Net revenues | $1,747 | $2,408 | $(661) | (27%) | | Cost of revenues | $1,684 | $2,090 | $(406) | (19%) | | Gross profit | $63 | $318 | $(255) | (80%) | | Selling and marketing expenses | $15 | $6 | $9 | 150% | | General and administrative expenses | $1,417 | $1,814 | $(397) | (22%) | | Operating loss | $(1,405) | $(1,531) | $126 | (8%) | | Net loss | $(1,570) | $(2,801) | $1,231 | (44%) | - Decrease in revenue attributed to stagnant sales of high-grade synthetic fuel products (from **$1.88 million** to **$1.68 million**) and a decline in advertising service revenue to nil[120](index=120&type=chunk) - Net loss decreased primarily due to the decrease of net loss from discontinuing operations[125](index=125&type=chunk) [Liquidity and Capital Resources](index=29&type=section&id=Liquidity%20and%20Capital%20Resources) Cash and restricted cash increased to **$456,100**, but net cash used in operating activities significantly rose, and the company's recurring losses raise going concern doubts Cash and Debt Metrics | Metric | June 30, 2025 | December 31, 2024 | Change | | :-------------------- | :------------ | :---------------- | :----- | | Cash and restricted cash | $456,100 | $195,145 | $260,955 | | Debt to assets ratio | 64.2% | 54.0% | 10.2% pts | Cash Flow Activities (Six Months Ended June 30) | Activity | 2025 (Thousands USD) | 2024 (Thousands USD) | Change ($) | | :------------------------------------------ | :------------------- | :------------------- | :--------- | | Net cash flows (used in) operating activities | $(2,027) | $(513) | $(1,514) | | Net cash flows used in investing activities | $(2) | $(6) | $4 | | Net cash flows provided by financing activities | $2,502 | $773 | $1,729 | - Net cash used in operating activities increased primarily due to changes in net operating assets and liabilities[132](index=132&type=chunk) - Net cash provided by financing activities increased due to a rise in proceeds from bank loans and a decrease in loans to related parties[134](index=134&type=chunk) - The company's net loss from continuing operations, accumulated deficit, and working capital deficit raise substantial doubt about its ability to continue as a going concern[128](index=128&type=chunk)[129](index=129&type=chunk) [Critical Accounting Policies and Estimates](index=30&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) This section highlights key accounting policies and estimates requiring significant management judgment, including goodwill impairment, long-lived asset impairment, and commitments and contingencies - Critical accounting policies involve significant judgments and estimates, including goodwill impairment, impairment of long-lived assets, and commitments and contingencies[135](index=135&type=chunk) - Goodwill is assessed annually for impairment, with impairment losses recognized if the carrying value exceeds fair value[136](index=136&type=chunk) - Long-lived assets are reviewed for impairment when circumstances indicate carrying amounts may not be recoverable, with losses recognized if carrying amount exceeds fair market value[137](index=137&type=chunk)[138](index=138&type=chunk) - Accruals for legal actions are made when losses are probable and estimable, and management does not expect a material adverse impact from current claims[139](index=139&type=chunk) [Recent Accounting Pronouncements](index=32&type=section&id=Recent%20Accounting%20Pronouncements) The company is evaluating the impact of several recently issued FASB ASUs on its consolidated financial statements, with effective dates ranging from December 2025 to December 2026 - The company is evaluating the impact of ASU 2024-04 (Debt with Conversion and Other Options), effective for annual periods after December 15, 2025[141](index=141&type=chunk) - The company is evaluating the impact of ASU 2025-01 (Expense Disaggregation Disclosures), effective for annual periods after December 15, 2026[142](index=142&type=chunk) - The company is evaluating the impact of ASU 2025-03 (Determining the Accounting Acquirer in VIE Acquisitions), effective for annual periods after December 15, 2026[143](index=143&type=chunk) - The company is evaluating the impact of ASU 2025-04 (Share-Based Consideration Payable to a Customer), effective for annual periods after December 15, 2026[144](index=144&type=chunk) [Off-Balance Sheet Arrangements](index=32&type=section&id=Off-Balance%20Sheet%20Arrangements) The company reports that it does not have any off-balance sheet arrangements - The company does not have any off-balance sheet arrangements[146](index=146&type=chunk) [ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK](index=33&type=section&id=ITEM%203%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) This item states that there are no applicable quantitative and qualitative disclosures about market risk for the company - Not applicable[147](index=147&type=chunk) [ITEM 4. CONTROLS AND PROCEDURES](index=33&type=section&id=ITEM%204%20CONTROLS%20AND%20PROCEDURES) The CEO and CFO concluded that disclosure controls and procedures were not effective as of June 30, 2025, though financial statements are believed to be fairly presented - As of June 30, 2025, the CEO and CFO concluded that disclosure controls and procedures were not effective[148](index=148&type=chunk) - Management believes the financial statements in this Form 10-Q fairly present the financial position, results of operations, and cash flows[149](index=149&type=chunk) - No material changes in internal control over financial reporting occurred during the most recently completed fiscal quarter[151](index=151&type=chunk) [Evaluation of Disclosure Controls and Procedures](index=33&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) The CEO and CFO concluded that disclosure controls and procedures were not effective as of June 30, 2025, necessitating additional analysis for GAAP compliance - CEO and CFO concluded that disclosure controls and procedures were not effective as of June 30, 2025[148](index=148&type=chunk) - Additional analysis was performed to ensure financial statements were prepared in accordance with U.S. GAAP[149](index=149&type=chunk) [Changes in Internal Control Over Financial Reporting](index=33&type=section&id=Changes%20in%20Internal%20Control%20Over%20Financial%20Reporting) There have been no material changes in the company's internal control over financial reporting during the most recently completed fiscal quarter - No material changes in internal control over financial reporting occurred during the most recently completed fiscal quarter[151](index=151&type=chunk) [PART II - OTHER INFORMATION](index=34&type=section&id=PART%20II%20-%20OTHER%20INFORMATION) Part II covers other information not included in the financial statements, such as legal proceedings, risk factors, unregistered sales of equity securities, and exhibits [ITEM 1. LEGAL PROCEEDINGS](index=34&type=section&id=ITEM%201%20LEGAL%20PROCEEDINGS) The company is involved in several legal proceedings, including employment contract claims, debt obligations, and unpaid agency import contract amounts, with various subsidiaries facing liability - Daqi Cui, a former employee, filed a complaint for breach of employment contract seeking **$609,145.05** in damages; an amended complaint was filed after initial dismissal[153](index=153&type=chunk) - China Supply and Marketing Agricultural Products Co., Ltd. sued Shandong Yunchu and Jiayi Technologies for **$960,686** in outstanding debt and uncollected goods, with Shandong Yunchu disputing a forged debt transfer agreement[154](index=154&type=chunk) - Jianfa Logistics (Fuzhou) Co., Ltd. sued Shandong Yunchu for **$385,988** plus penalties, with Xianning Jiayi held jointly liable after its appeal was denied on March 28, 2025[156](index=156&type=chunk) - Xianning Bozhuang was ruled to pay **$118,823** in outstanding construction project fees plus interest, with the judgment effective May 7, 2024[155](index=155&type=chunk) [ITEM 1A. RISK FACTORS](index=34&type=section&id=ITEM%201A%20RISK%20FACTORS) This section refers to the risk factors detailed in the company's Form S3/A registration statement filed on April 18, 2023, with no material changes reported - Risk factors are detailed in the Company's registration statement on Form S3/A filed on April 18, 2023[157](index=157&type=chunk) - No material changes to the disclosed risk factors have occurred as of the date of this Quarterly Report[157](index=157&type=chunk) [ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS](index=34&type=section&id=ITEM%202%20UNREGISTERED%20SALES%20OF%20EQUITY%20SECURITIES%20AND%20USE%20OF%20PROCEEDS) This item states that there are no applicable disclosures regarding unregistered sales of equity securities and use of proceeds - Not applicable[158](index=158&type=chunk) [ITEM 3. DEFAULTS UPON SENIOR SECURITIES](index=34&type=section&id=ITEM%203%20DEFAULTS%20UPON%20SENIOR%20SECURITIES) This item states that there are no applicable disclosures regarding defaults upon senior securities - Not applicable[159](index=159&type=chunk) [ITEM 4. MINE SAFETY DISCLOSURES](index=34&type=section&id=ITEM%204%20MINE%20SAFETY%20DISCLOSURES) This item states that there are no applicable disclosures regarding mine safety - Not applicable[160](index=160&type=chunk) [ITEM 5. OTHER INFORMATION](index=34&type=section&id=ITEM%205%20OTHER%20INFORMATION) The Board resolved to discontinue the operation of Shandong Yunchu on April 30, 2025, for the best interest of the Company - The Board resolved to discontinue the operation of Shandong Yunchu on April 30, 2025[162](index=162&type=chunk) [ITEM 6. EXHIBITS](index=36&type=section&id=ITEM%206%20EXHIBITS) This section lists the exhibits filed as part of the report, including certifications of principal executive and financial officers, and Inline XBRL documents - Exhibits include certifications of Principal Executive Officer and Principal Financial Officer (31.1, 31.2, 32.1, 32.2) and Inline XBRL documents (101.INS, 101.SCH, 101.CAL, 101.DEF, 101.LAB, 101.PRE, 104)[164](index=164&type=chunk) [SIGNATURES](index=37&type=section&id=SIGNATURES) The report is signed by Bin Zhou, Chief Executive Officer and Chairman, and Lili Hu, Chief Financial Officer, on August 14, 2025 - Report signed by Bin Zhou (CEO and Chairman) and Lili Hu (CFO) on August 14, 2025[169](index=169&type=chunk)[170](index=170&type=chunk)

Core Viewpoint - Chinese concept stocks experienced significant declines, with the top five losers showing drastic percentage drops in their stock prices [1] Group 1: Stock Performance - Feitian Zhaoye (PTHL) saw a decline of 94.67%, closing at 1.650, with a drop of 29.310 million [1] - Hongli Yingzao (WLGS) fell by 37.00%, ending at 0.0533, with a decrease of 0.0313 million [1] - American Green Star (PLAG) decreased by 26.83%, closing at 1.500, down by 0.550 million [1] - Pitanium (PTNM) dropped by 25.42%, with a closing price of 1.320, down by 0.450 million [1] - Yanke Technology (RCON) experienced a decline of 23.45%, closing at 2.260, with a drop of 0.693 billion [1]

Core Viewpoint - Planet Green Holdings Corp. has reported unusual trading activity in its common stock on the NYSE on June 17, 2025, and has not identified any material developments or reasons for this market action [1] Company Summary - The company is issuing a press release in accordance with Section 401(d) of the NYSE Company Guide to address the unusual trading activity [1] - Inquiries made by the company have not led to any determination of whether corrective actions are necessary at this time [1] - The company asserts that there have been no undisclosed material developments in its business or affairs [1]

Core Viewpoint - Planet Green Holdings Corp. announced a strategic partnership between its subsidiary Xianning Bozhuang Tea Products Co., Ltd. and Inner Mongolia Lvtaiyuan Agricultural Products Co., Ltd. to expand sales channels and access new markets [1][2] Group 1: Partnership Details - The partnership will allow Bozhuang to supply its high-quality black tea products to Lvtaiyuan's established sales network, enhancing market reach [1] - Inner Mongolia is identified as a major consumer market for black tea, presenting significant growth potential for Bozhuang's flagship product [2] - Lvtaiyuan, as a leading distributor in the region, provides unparalleled access to the black tea market, combining Bozhuang's production expertise with Lvtaiyuan's distribution strength [2]

Core Insights - The stock of American Green Planet (PLAG) increased by 9.81% on June 9, reaching $2.855 per share, with a total market capitalization of $20.79 million [1] - Financial data shows that as of March 31, 2025, the total revenue of American Green Planet was $840,300, a decrease of 44.13% year-over-year, while the net profit attributable to shareholders was -$796,900, an increase of 26.27% year-over-year [1] Company Overview - American Green Planet Group was established on February 4, 1986, originally named "American Laurel Company," and is headquartered in Gaithersburg, Maryland, US [2] - The company operates as a modern technology enterprise group integrating artificial intelligence, bio-extraction, and the research, production, and sales of tea products [2] - The company’s subsidiary, Baizhuang Tea Co., has a history dating back to 1590 in Hubei, China, and is known for its "Shengshengchuan" green brick tea, which has been exported along the "Silk Road" [2] Strategic Developments - On June 5, 2020, American Green Planet announced a share exchange agreement with Fast Approach Inc, a Canadian software company [2] - The acquisition of Fast Approach Inc aims to enhance the company's development in the Chinese market, which has a population of 1.3 billion, representing a significant untapped market for many brands [2] - Fast Approach Inc's main product, FA DSP, is a unique advertising platform that utilizes advanced AI algorithms for high-speed data analysis, enabling precise audience targeting and media ad placement [2]

This AI + healthcare initiative comes at a critical time. In the wake of the COVID-19 pandemic, Canada is facing an unprecedented youth mental health crisis. Recent studies show that nearly 1 in 3 Canadian teenagers are experiencing symptoms of anxiety or depression, with some exhibiting signs of emotional dysregulation and aggression. Long wait times and limited access to qualified professionals have left many without adequate support. Fast Approach aims to address this gap by building AI systems that can ...

Group 1 - The core viewpoint of the article highlights the significant stock price increase of American Green Star (PLAG), which rose by 16.53% to $2.75 per share, with a total market capitalization of $20.02 million as of June 3 [1] - Financial data indicates that as of March 31, 2025, American Green Star reported total revenue of $840,300, a year-over-year decrease of 44.13%, while the net profit attributable to shareholders was -$796,900, reflecting a year-over-year increase of 26.27% [1] Group 2 - American Green Star Group was established on February 4, 1986, originally named "American Laurel Company," and is headquartered in Gaithersburg, Maryland, US [2] - The company operates as a modern technology enterprise group integrating artificial intelligence, bio-extraction, and the research, production, and sales of tea products [2] - The company has a historical connection to Baizhuang Tea Industry Co., which dates back to 1590 in Hubei, China, and has a legacy of exporting tea along the "Silk Road" [2] - On June 5, 2020, American Green Star announced a share exchange agreement with Fast Approach Inc, a Canadian software company, to acquire all outstanding shares of the target company [2] - Fast Approach Inc's main product, FA DSP, provides a unique advertising platform aimed at helping North American brands explore opportunities in the Chinese market, which has a population of 1.3 billion [2] - The acquisition is expected to accelerate the development of American Green Star's business in China, utilizing a SAAS-based programmatic advertising platform that employs advanced AI algorithms for precise audience and media ad placement [2]

PART I - FINANCIAL INFORMATION [Financial Statements](index=6&type=section&id=ITEM%201%20FINANCIAL%20STATEMENTS) This section presents Planet Green Holdings Corp.'s unaudited condensed consolidated financial statements for Q1 2025 and 2024, revealing a net loss, working capital deficit, and going concern doubt [Condensed Consolidated Balance Sheets](index=7&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of March 31, 2025, total assets increased to **$26.12 million**, liabilities rose to **$15.16 million**, and stockholders' equity decreased to **$10.95 million**, resulting in a **$6.69 million** working capital deficit Condensed Consolidated Balance Sheet Highlights (Unaudited) | Balance Sheet Items | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Total Assets** | **$26,117,101** | **$25,416,978** | | Total Current Assets | $8,060,562 | $7,191,366 | | Total Non-current Assets | $18,056,539 | $18,225,612 | | **Total Liabilities** | **$15,162,421** | **$13,723,116** | | Total Current Liabilities | $14,749,010 | $13,312,118 | | **Total Stockholders' Equity** | **$10,954,680** | **$11,693,862** | | Accumulated Deficit | $(148,850,555) | $(148,053,653) | - The company reported a working capital deficit of **$6,688,448** as of March 31, 2025[37](index=37&type=chunk) [Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss](index=9&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss) Q1 2025 net loss improved to **$796,902** from **$1,080,904** in Q1 2024, despite a **44%** revenue decrease and **84%** gross profit decline, with continuing operations loss widening Q1 2025 vs Q1 2024 Statement of Operations (Unaudited) | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :--- | :--- | :--- | | Net Revenues | $840,333 | $1,504,127 | | Gross Profit | $54,853 | $352,913 | | Operating Loss | $(716,828) | $(581,655) | | Loss from Continuing Operations | $(739,993) | $(593,123) | | Net Loss | **$(796,902)** | **$(1,080,904)** | | Basic and Diluted EPS (Continuing) | $(0.10) | $(0.08) | [Unaudited Condensed Consolidated Statements of Cash Flows](index=11&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Q1 2025 saw **$346,698** net cash used in operations, a reversal from Q1 2024's **$430,474** provided, while financing activities provided **$1.30 million**, increasing cash to **$1.15 million** Q1 2025 vs Q1 2024 Cash Flow Summary (Unaudited) | Cash Flow Activity | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :--- | :--- | :--- | | Net Cash (Used in) Provided by Operating Activities | $(346,698) | $430,474 | | Net Cash Used in Investing Activities | $(2,456) | $(4,758) | | Net Cash Provided by (Used in) Financing Activities | $1,296,242 | $(317,740) | | **Cash and Restricted Cash at End of Period** | **$1,146,802** | **$349,015** | [Notes to Unaudited Condensed Consolidated Financial Statements](index=12&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) Notes detail accounting policies, a 'Going Concern' warning due to losses and deficit, significant related-party transactions, customer/supplier concentrations, and the April 2025 decision to discontinue Shandong Yunchu operations - The company incurred a net loss from continuing operations of **$739,993** for Q1 2025, an accumulated deficit of **$148.9 million**, and a working capital deficit of **$6.7 million**, raising substantial doubt about its going concern ability[37](index=37&type=chunk) - On April 30, 2025, the Board of Directors resolved to discontinue the operation of the subsidiary Shandong Yunchu[112](index=112&type=chunk) - As of March 31, 2025, amounts due from related parties totaled **$1.94 million**, and amounts due to related parties totaled **$4.57 million**, primarily for working capital, non-interest bearing, and unsecured[89](index=89&type=chunk)[90](index=90&type=chunk)[91](index=91&type=chunk) - In Q1 2025, two customers accounted for **25%** and **10%** of revenues, while four suppliers accounted for **38%**, **25%**, **14%**, and **10%** of purchases, indicating significant concentration risk[102](index=102&type=chunk)[104](index=104&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=28&type=section&id=ITEM%202%20MANAGEMENT%27S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) Management discusses Q1 2025 financial results, highlighting a **44%** net revenue decrease due to stagnant sales and advertising decline, reiterating 'going concern' risk from recurring losses and working capital deficit Q1 2025 vs Q1 2024 Operational Results Summary (in thousands) | Metric | Q1 2025 | Q1 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Net revenues | $840 | $1,504 | $(664) | (44)% | | Gross profit | $55 | $353 | $(298) | (84)% | | Operating loss | $(716) | $(581) | $(135) | 23% | | Net loss | $(797) | $(1,080) | $283 | (26)% | - The Q1 2025 revenue decrease was attributed to stagnant sales of high-grade synthetic fuel products (down to **$0.78 million** from **$1.12 million**) and a decline in advertising service revenue from **$0.38 million** to zero[115](index=115&type=chunk) - The company faces substantial doubt about its going concern ability due to a net loss from continuing operations of **$739,993**, an accumulated deficit of **$148.9 million**, and a working capital deficit of **$6.7 million** as of March 31, 2025[124](index=124&type=chunk) - Net cash used in operating activities was **$0.35 million** in Q1 2025, a reversal from **$0.43 million** provided in Q1 2024, primarily due to changes in net operating assets and liabilities[128](index=128&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=34&type=section&id=ITEM%203%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) This section is marked as not applicable by the company - No quantitative and qualitative disclosures about market risk were provided, as the item was marked 'Not applicable'[152](index=152&type=chunk) [Controls and Procedures](index=34&type=section&id=ITEM%204%20CONTROLS%20AND%20PROCEDURES) Management concluded that disclosure controls and procedures were not effective as of March 31, 2025, though financial statements are deemed fairly presented, with no material changes to internal controls during the quarter - The CEO and CFO concluded that the company's disclosure controls and procedures were not effective as of March 31, 2025[153](index=153&type=chunk) - No material changes were made to the company's internal control over financial reporting during the most recently completed fiscal quarter[156](index=156&type=chunk) PART II - OTHER INFORMATION [Legal Proceedings](index=35&type=section&id=ITEM%201%20LEGAL%20PROCEEDINGS) The company is involved in several legal proceedings, including a former employee's breach of contract lawsuit and debt-related lawsuits against subsidiaries Shandong Yunchu and Xianning Bozhuang - A former employee's breach of contract lawsuit seeking **$609,145** is ongoing after an amended complaint was filed[159](index=159&type=chunk) - Subsidiary Shandong Yunchu is involved in a lawsuit over an alleged debt transfer agreement for **RMB 7.01 million ($960,686)**, which it contests[160](index=160&type=chunk) - A court ordered subsidiary Xianning Bozhuang to pay **RMB 867,326 ($118,823)** plus interest for outstanding construction fees[161](index=161&type=chunk) - A court ordered subsidiary Shandong Yunchu to pay **RMB 2.82 million ($385,988)** under an agency import contract, with Xianning Jiayi held jointly liable after its appeal was denied[162](index=162&type=chunk) [Risk Factors](index=35&type=section&id=ITEM%201A%20RISK%20FACTORS) No material changes to the risk factors previously disclosed in the Form S-3/A registration statement filed on April 18, 2023, have occurred - As of this report's date, no material changes to the risk factors disclosed in the Company's Form S-3/A registration statement filed on April 18, 2023, have occurred[163](index=163&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=35&type=section&id=ITEM%202%20UNREGISTERED%20SALES%20OF%20EQUITY%20SECURITIES%20AND%20USE%20OF%20PROCEEDS) This section is marked as not applicable for the reporting period - This item is not applicable for the reporting period[164](index=164&type=chunk) [Defaults Upon Senior Securities](index=35&type=section&id=ITEM%203%20DEFAULTS%20UPON%20SENIOR%20SECURITIES) This section is marked as not applicable for the reporting period - This item is not applicable for the reporting period[165](index=165&type=chunk) [Mine Safety Disclosures](index=35&type=section&id=ITEM%204%20MINE%20SAFETY%20DISCLOSURES) This section is marked as not applicable for the reporting period - This item is not applicable for the reporting period[166](index=166&type=chunk) [Other Information](index=35&type=section&id=ITEM%205%20OTHER%20INFORMATION) This section discloses the Board of Directors' resolution on April 30, 2025, to discontinue the operations of subsidiary Shandong Yunchu - On April 30, 2025, the Board of Directors resolved to discontinue the operation of the subsidiary Shandong Yunchu[168](index=168&type=chunk) [Exhibits](index=37&type=section&id=ITEM%206%20EXHIBITS) This section lists exhibits filed with the Form 10-Q report, including CEO and CFO certifications and Inline XBRL data files - Exhibits filed with the report include CEO and CFO certifications under Sarbanes-Oxley Sections 302 and 906, and various Inline XBRL documents[170](index=170&type=chunk)

Core Insights - American Green Planet (PLAG) experienced a significant stock price increase of 34.15%, reaching $2.75 per share, with a total market capitalization of $20.02 million as of May 15 [1] - The company's total revenue for the year ending December 31, 2024, was reported at $6.73 million, reflecting a year-over-year decrease of 61.89%, while the net profit attributable to shareholders was -$7.33 million, showing a year-over-year increase of 64.84% [1] - The company is set to release its Q1 2025 financial report on May 21, with the actual disclosure date subject to company announcement [1] Company Overview - American Green Planet Group was established on February 4, 1986, originally named "American Rawlin Company," and is headquartered in Gaithersburg, Maryland, US [2] - The company operates as a modern technology enterprise group involved in artificial intelligence, bio-extraction, and the research, production, and sales of tea products [2] - The company’s subsidiary, Baizhuang Tea Co., has a historical legacy dating back to 1590 in Hubei, China, and has been a significant player in the tea trade along the "Silk Road" [2] Strategic Developments - On June 5, 2020, American Green Planet announced a share exchange agreement with Fast Approach Inc, a Canadian software company, to acquire all outstanding shares of the target company [2] - Fast Approach Inc specializes in providing a unique advertising platform aimed at helping North American brands penetrate the Chinese market, which has a population of 1.3 billion [2] - The acquisition is expected to accelerate the development of the company's business in China, leveraging a SAAS-based programmatic advertising platform that utilizes advanced AI algorithms for audience and media ad placement predictions [2]

[PART I](index=4&type=section&id=PART%20I) [Business](index=5&type=section&id=ITEM%201.%20BUSINESS) Planet Green Holdings Corp. operates diverse consumer, chemical, and advertising businesses primarily in China, facing significant operational and legal risks - The company operates through subsidiaries in the PRC, Hong Kong, and Canada, with business segments in consumer products (beef, tea), chemical products (ethanol fuel), and online advertising[15](index=15&type=chunk)[24](index=24&type=chunk) - The company faces **significant legal and operational risks** due to its substantial operations in China, including potential government intervention, regulatory changes, and **restrictions on transferring cash out of the PRC**. As of the report date, no PRC authority has denied permission for its U.S. listing[16](index=16&type=chunk)[17](index=17&type=chunk)[19](index=19&type=chunk) - On May 31, 2024, the company completed a **1-for-10 reverse stock split**, reducing authorized **common stock** from **1 billion to 100 million shares**[49](index=49&type=chunk)[50](index=50&type=chunk) - On April 1, 2024, the company **disposed of its 100% equity interest** in Allinyson Ltd. for **$1.00**[57](index=57&type=chunk) [Business Segments](index=8&type=section&id=Business%20Segments) The company's operations are divided into three main segments: consumer products (beef, tea), chemical products (ethanol fuel), and online advertising, each with distinct operational focuses - Consumer Products: Shandong Yunchu imports and distributes beef, while Xianning Bozhuang produces and sells cyan brick, black, and green tea in China[26](index=26&type=chunk)[27](index=27&type=chunk)[28](index=28&type=chunk) - Chemical Business: Jingshan Sanhe researches, manufactures, and distributes ethanol fuel products in China from its **11,000-square-meter** facility[33](index=33&type=chunk) - Advertising Business: Fast Approach operates a **demand-side platform (DSP)** that connects North American advertisers directly to the Chinese market[37](index=37&type=chunk) [Organizational Structure and Corporate Actions](index=10&type=section&id=Organizational%20Structure%20and%20Corporate%20Actions) Planet Green, a Nevada holding company, has a complex subsidiary structure in PRC, Hong Kong, and Canada, marked by acquisitions, VIE removals, and a **1-for-10 reverse stock split**, faces PRC cash transfer restrictions - The company executed a **1-for-10 reverse stock split** effective May 31, 2024, to manage its stock structure[49](index=49&type=chunk) - The company has actively acquired subsidiaries and restructured to remove **VIE agreements**, such as with Xianning Bozhuang in August 2021 and Jingshan Sanhe in September 2021[52](index=52&type=chunk)[54](index=54&type=chunk) - **Cash transfers from PRC subsidiaries** to the U.S. holding company are **subject to PRC laws on foreign exchange**, which may restrict the company's ability to distribute dividends or satisfy liquidity requirements outside of China[16](index=16&type=chunk)[58](index=58&type=chunk)[59](index=59&type=chunk) [Manufacturing and Operations](index=16&type=section&id=Manufacturing%20and%20Operations) The company operates manufacturing facilities in China for tea and chemical fuels, with a total of **62 employees** and **12 patents** related to chemical production processes Production Capacity by Facility | Facility | Product Portfolio | Capacity | | :--- | :--- | :--- | | Xianning Bozhuang | Cyan brick tea, black tea, green tea | **5,020 tons/year** | | Jingshan Sanhe | Alcohol based clean fuel, liquid wax, etc. | **300,000 tons/year** (ethanol fuel), **3,000 tons/year** (fuel additive) | - The company holds **12 practical patents** through its subsidiary Jingshan Sanhe, related to diesel exhaust cleaners, production devices, and mixing tanks[78](index=78&type=chunk) Employee Distribution (as of Dec 31, 2024) | Department | Number of Employees | | :--- | :--- | | Production | 8 | | Purchasing | 3 | | Research and Development | 2 | | Quality Control | 2 | | Sales | 14 | | Finance | 10 | | Management | 11 | | Administration | 12 | | **Total** | **62** | [Risk Factors](index=19&type=section&id=ITEM%201A.%20RISK%20FACTORS) As a **smaller reporting company**, Planet Green is not required to include a detailed risk factors section in this Form 10-K, directing investors to its previously filed Form S-3 - The company, being a **smaller reporting company**, is **not obligated to list risk factors** in this annual report[91](index=91&type=chunk) - Investors are advised to consult the **Registration Statement on Form S-3** filed on September 17, 2021, for a description of investment risks[91](index=91&type=chunk) [Cybersecurity](index=19&type=section&id=ITEM%201C.%20CYBERSECURITY) The company lacks a **formal cybersecurity risk management program** and dedicated personnel, relying on third-party security measures, with no material incidents reported as of the current date - The company does not have a **formal cybersecurity risk management program** and relies on the digital technologies and security processes of third parties[93](index=93&type=chunk) - The board of directors is responsible for overseeing cybersecurity risks, but the company **lacks dedicated personnel or sufficient resources** for this purpose[93](index=93&type=chunk)[94](index=94&type=chunk) - **No cybersecurity incidents have materially affected** the company's business, operations, or financial condition as of the report date[94](index=94&type=chunk) [Properties](index=20&type=section&id=ITEM%202.%20PROPERTIES) The company's primary facilities in China include owned **land use rights** for tea production and leased properties for chemical production and offices, noting all land in China is government-owned Company Facilities | Facility | Location | Size (Square Meters) | Ownership | | :--- | :--- | :--- | :--- | | Xianning Bozhuang | Xianning City, Hubei Province, PRC | **33,333** | Land Use Rights Obtained | | Jingshan Sanhe | Jingshan City, Hubei Province, PRC | **11,018** | Leased | | Shandong Yunchu | Qingdao City, Shandong Province | **178** | Leased | - In China, all land is owned by the government. The company holds **land use rights** for industrial purposes, which are granted for periods up to **50 years** and are transferable[97](index=97&type=chunk) [Legal Proceedings](index=20&type=section&id=ITEM%203.%20LEGAL%20PROCEEDINGS) The company and its subsidiaries face several legal disputes, including claims for **breach of contract**, alleged debt transfer, construction payments, and unpaid agency import fees - A former employee, Daqi Cui, filed a complaint for **breach of employment contract** seeking **$609,145**. The case is ongoing after an amended complaint was filed[98](index=98&type=chunk) - Subsidiary Shandong Yunchu is being sued by China Supply and Marketing for an **outstanding amount** of **RMB 7,012,335 ($960,686)** related to an alleged debt transfer agreement, which Shandong Yunchu contests[99](index=99&type=chunk) - Subsidiary Xianning Bozhuang was ordered by a court to pay **RMB 867,326 ($118,823)** for **outstanding construction fees** and is in the process of making payments[100](index=100&type=chunk) - Jianfa Logistics sued subsidiary Shandong Yunchu for **RMB 2,817,441 ($385,988)** in **unpaid fees**. A court ruled against Shandong Yunchu, but its shareholder, Xianning Jiayi, has appealed the joint liability ruling[101](index=101&type=chunk)[102](index=102&type=chunk) [PART II](index=22&type=section&id=PART%20II) [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=22&type=section&id=ITEM%205.%20MARKET%20FOR%20REGISTRANT%27S%20COMMON%20EQUITY%2C%20RELATED%20STOCKHOLDER%20MATTERS%20AND%20ISSUER%20PURCHASES%20OF%20EQUITY%20SECURITIES) The company's **common stock** trades on **NYSE American** under "PLAG", with no anticipated cash dividends, and has conducted multiple unregistered stock issuances for acquisitions and capital raising - The company's **common stock** is listed on the **NYSE American** with the **trading symbol "PLAG"**[105](index=105&type=chunk) - The company does **not expect to pay any cash dividends** in the foreseeable future, retaining earnings for business development[107](index=107&type=chunk) - The company conducted multiple issuances of **unregistered common stock** between 2019 and 2022 to fund acquisitions and raise capital[108](index=108&type=chunk)[119](index=119&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=24&type=section&id=ITEM%207.%20MANAGEMENT%27S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) In FY2024, **net revenues** sharply declined by **62%** to **$6.73 million**, while **net loss** decreased to **$7.33 million**, raising substantial doubt about the company's **going concern** ability Results of Operations (In Thousands of USD) | | 2024 | 2023 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Net revenues | 6,730 | 17,660 | (10,930) | (62) | | Gross profit | 762 | 1,584 | (822) | (52) | | Operating loss | (6,664) | (6,563) | (101) | 2 | | Net loss | (7,330) | (20,844) | 13,514 | (65) | - **Net revenues decreased by 62% in 2024**, driven by a drop in **food product sales** from **$14.32 million in 2023 to $2.04 million in 2024**, attributed to the adverse effects of COVID-19[123](index=123&type=chunk) - The company has incurred a **net loss from continuing operations** of **$7.46 million** for FY2024 and had a **working capital deficit** of **$6.12 million**, raising **substantial doubt about its ability to continue as a going concern**[132](index=132&type=chunk)[252](index=252&type=chunk) Cash Flows Summary (In thousands of U.S. dollars) | | For the Year Ended Dec 31, 2024 | For the Year Ended Dec 31, 2023 | | :--- | :--- | :--- | | Net cash provided by (used in) operating activities | 929 | (5,282) | | Net cash (used in) provided by investing activities | (5) | 2,471 | | Net cash (used in) provided by financing activities | (972) | 2,888 | [Controls and Procedures](index=28&type=section&id=ITEM%209A.%20CONTROLS%20AND%20PROCEDURES) Management concluded that the company's **disclosure controls and procedures**, as well as its **internal controls over financial reporting**, were ineffective as of December 31, 2024, due to insufficient skilled accounting personnel, with remediation plans underway - Management concluded that as of December 31, 2024, the company's **disclosure controls and procedures were not effective**[148](index=148&type=chunk) - A **material weakness** was identified in **internal controls over financial reporting** due to not having **sufficient and skilled accounting personnel** with adequate experience in **U.S. GAAP**[150](index=150&type=chunk) - **Remediation plans** include providing **U.S. GAAP** training to the current team and recruiting more experienced accounting and financial personnel[151](index=151&type=chunk) [PART III](index=30&type=section&id=PART%20III) [Directors, Executive Officers and Corporate Governance](index=30&type=section&id=ITEM%2010.%20DIRECTORS%2C%20EXECUTIVE%20OFFICERS%20AND%20CORPORATE%20GOVERNANCE) This section details the company's leadership, including CEO Bin Zhou and CFO Lili Hu, and its governance structure with three **independent directors** serving on key committees and a Code of Ethics in place Directors and Officers | Name | Age | Position | | :--- | :--- | :--- | | Bin Zhou | 35 | Chairman and Chief Executive Officer | | Lili Hu | 47 | Chief Financial Officer | | Luojie Pu | 37 | Director | | King Fai Leung | 52 | Director | | Yang Cao | 32 | Director | - The Board of Directors has determined that Luojie Pu, King Fai Leung, and Yang Cao are **independent directors** under NYSE American and SEC rules[190](index=190&type=chunk) - The Board has established an **Audit Committee**, a **Compensation Committee**, and a **Nominating and Corporate Governance Committee**, with specified memberships and responsibilities[165](index=165&type=chunk)[167](index=167&type=chunk)[172](index=172&type=chunk) [Executive Compensation](index=34&type=section&id=ITEM%2011.%20EXECUTIVE%20COMPENSATION) Compensation for named **executive officers** and directors for fiscal years 2023 and 2024 is detailed, with CEO Bin Zhou earning **$96,000** and CFO Lili Hu **$84,000** annually, and no stock or option awards granted Summary Compensation Table (2024) | Name and Principal Position | Salary ($) | | :--- | :--- | | Bin Zhou, Chairman, CEO | **96,000** | | Lili Hu, CFO | **84,000** | | Luojie Pu, Director | **24,000** | | King Fai Leung, Director | **21,600** | | Yang Cao, Director | **24,000** | - **No stock awards, option awards, or bonuses were paid** to the named **executive officers** in fiscal years 2023 or 2024[179](index=179&type=chunk)[180](index=180&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters](index=35&type=section&id=ITEM%2012.%20SECURITY%20OWNERSHIP%20OF%20CERTAIN%20BENEFICIAL%20OWNERS%20AND%20MANAGEMENT%20AND%20RELATED%20SHAREHOLDER%20MATTERS) As of March 31, 2024, Chairman and CEO Bin Zhou is the sole **5% or greater stockholder**, holding **20.51%** of **outstanding shares**, representing all **executive officers** and directors as a group Beneficial Ownership as of March 31, 2024 | Name and title of beneficial owner | Amount of beneficial ownership | Percent of class | | :--- | :--- | :--- | | Bin Zhou, Chairman, CEO and Director | 1,494,200 | **20.51%** | | All executive officers and directors as a group | 1,494,200 | **20.51%** | - Ownership percentages are based on **7,282,714 shares** of **common stock outstanding as of December 31, 2024**[185](index=185&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=35&type=section&id=ITEM%2013.%20CERTAIN%20RELATIONSHIPS%20AND%20RELATED%20TRANSACTIONS%2C%20AND%20DIRECTOR%20INDEPENDENCE) **No disclosable related party transactions occurred**, and the Board has determined that three of its members are **independent directors** according to NYSE American listing standards - **No disclosable related party transactions occurred**[188](index=188&type=chunk) - The Board has identified Luojie Pu, King Fai Leung, and Yang Cao as **independent directors**[190](index=190&type=chunk) [Principal Accounting Fees and Services](index=35&type=section&id=ITEM%2014.%20PRINCIPAL%20ACCOUNTING%20FEES%20AND%20SERVICES) The company paid its **independent registered public accounting firm**, YCM CPA INC., **$400,000** in **total accounting fees** for both FY2023 and FY2024, exclusively for **audit services** Accounting Fees | | 12/31/2024 | 12/31/2023 | | :--- | :--- | :--- | | Accounting fees | **$400,000** | **$400,000** | | **Total** | **$400,000** | **$400,000** | - The **independent auditor is YCM CPA INC.**, and the **fees were solely for audit services**[192](index=192&type=chunk) [PART IV](index=37&type=section&id=PART%20IV) [Exhibits, Financial Statement Schedules](index=37&type=section&id=ITEM%2015.%20EXHIBITS%2C%20FINANCIAL%20STATEMENT%20SCHEDULES) This section lists key documents filed as **exhibits** to the Form 10-K, including articles of incorporation, bylaws, subsidiary lists, and CEO/CFO **certifications** - The **financial statements are referenced** as beginning on page F-1 of the annual report[194](index=194&type=chunk) - **Key filed exhibits include** a list of subsidiaries (21.1), CEO and CFO **certifications** (31.1, 31.2, 32.1, 32.2), and Inline XBRL data files[195](index=195&type=chunk) [Financial Statements](index=39&type=section&id=Financial%20Statements) [Report of Independent Registered Public Accounting Firm](index=40&type=section&id=Report%20of%20Independent%20Registered%20Public%20Accounting%20Firm) The **auditor's opinion** issued a fair presentation opinion but included a **"Going Concern" paragraph** due to recurring losses and deficits, identifying **goodwill impairment** as a **Critical Audit Matter** - The **auditor's opinion concludes that the financial statements are fairly presented** in conformity with **U.S. GAAP**[206](index=206&type=chunk) - A **"Going Concern" paragraph** was included, citing the company's **accumulated deficit**, **working capital deficit**, **continued net losses**, and **negative cash flows from operations** as factors that **raise substantial doubt about its ability to continue**[207](index=207&type=chunk) - The **evaluation of the carrying value of goodwill** (**$4.72 million**) was identified as a **Critical Audit Matter**, requiring complex judgment regarding projections of revenue, discount rates, and EBITDA[211](index=211&type=chunk)[213](index=213&type=chunk) [Consolidated Financial Statements](index=43&type=section&id=Consolidated%20Financial%20Statements) The **consolidated financial statements** show a decline in **Total Assets** from **$42.6 million** to **$25.4 million** and **Total Liabilities** from **$23.2 million** to **$13.7 million**, with a **net loss** of **$7.33 million** in 2024 Consolidated Balance Sheet Highlights (As of Dec 31) | (In thousands of USD) | 2024 | 2023 | | :--- | :--- | :--- | | Total Current Assets | 7,191 | 22,363 | | Total Assets | **25,417** | **42,630** | | Total Current Liabilities | 13,312 | 23,159 | | Total Liabilities | **13,723** | **23,190** | | Total Shareholders' Equity | 11,694 | 19,440 | Consolidated Statement of Operations Highlights (For Year Ended Dec 31) | (In thousands of USD) | 2024 | 2023 | | :--- | :--- | :--- | | Net Revenues | 6,730 | 17,660 | | Operating Loss | (6,664) | (6,563) | | Loss from Continuing Operations | (7,457) | (18,220) | | Net Loss | (7,329) | (20,844) | | Loss Per Share (Basic & Diluted) | $(1.00) | $(2.86) | [Notes to Consolidated Financial Statements](index=49&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes detail the company's **going concern** uncertainty, accounting for **discontinued operations**, significant **related-party balances**, new bank loans, and pending **legal contingencies** with **potential for material financial impact** - The company's **ability to continue as a going concern is in doubt** due to a **net loss from continuing operations** of **$7.46 million** in 2024, an **accumulated deficit** of **$148.05 million**, and a **working capital deficit** of **$6.12 million**[252](index=252&type=chunk) - In 2024, the company **disposed of Allinyson Ltd. and terminated its VIE agreements** with Jilin Chuangyuan. These are treated as **discontinued operations**, with their financial results separated from continuing operations[295](index=295&type=chunk)[296](index=296&type=chunk) - As of Dec 31, 2024, the company had **outstanding balances of $1.98 million due from related parties** and **$4.34 million due to related parties**, primarily for working capital purposes[311](index=311&type=chunk)[313](index=313&type=chunk) - The company is a **defendant in several lawsuits**, including one for an **outstanding amount** of **RMB 7.0 million ($960,686)** and another for **RMB 2.8 million ($385,988)**, with **potential for material financial impact**[341](index=341&type=chunk)[343](index=343&type=chunk)